


Charming Charmcaster

by ChocolateCookieCream



Category: Ben 10 Series
Genre: 69 (Sex Position), Alternate Universe - Canon Divergence, Blow Jobs, Deepthroating, Doggy Style, F/F, Femslash, Fluff and Smut, Frenemies, Girl Penis, Girls Kissing, Hand Jobs, Intersex, Large Cock, Lesbian Sex, Public Blow Jobs, Rough Sex, Secret Crush, Semi-Public Sex, Sex, Sex Magic, Shameless Smut, Smut, Vaginal Fingering
Language: English
Status: Completed
Published: 2020-05-21
Updated: 2020-05-21
Packaged: 2021-03-03 00:40:08
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 3,545
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24306055
Author URL: https://archiveofourown.org/users/ChocolateCookieCream/pseuds/ChocolateCookieCream
Summary: It's another ordinary day of Ben and Gwen foiling Charmcaster's nefarious plans. However, there's another side to Gwen and Charmcaster's relationship whenever Ben is not around. PWP. Very M-rated smut. Intersex. G!P Gwen x Charmcaster
Relationships: Charmcaster/Gwen Tennyson
Comments: 8
Kudos: 86





	Charming Charmcaster

**HELLO MY SWEET SUPERSTARS! THANK YOU FOR CLICKING ON THIS STORY AND WANTING TO TRY IT OUT. BEFORE YOU CONTINUE I THINK THERE ARE A FEW THINGS YOU SHOULD KNOW. THIS STORY IS PURE SMUT BETWEEN TWO WOMEN. GWEN IS INTERSEX IN THIS STORY, MEANING SHE HAS A PENIS. ALSO GWEN AND CHARMCASTER ARE BOTH OVER 18 IN THIS STORY. AS FOR WHEN IT TAKES PLACE, BEN 10 HAS A THING FOR MULTIVERSE AND AU'S, SO THIS IS ONE OF THEM IN THE ORIGINAL SERIES. WITH ALL THAT SAID PLEASE ENJOY.**

**XXX**

Charmcaster crashed to the ground in a heap, bruised and defeated as her plans were once again foiled by her two most persistent adversaries. As she punched the ground in defeat, she was nearly blinded by a flash of red and green. Looking up, she saw Ben Tennyson emerge from a cloud of smoke with a confident smirk plastered across his face.

''Hate to be the rain on your parade, Charmcaster,'' he said coolly. ''Actually, not really.''

The witch narrowed her eyes at the 20 year old, glaring at him venomously. Right as she was about to throw a taunt his way, another figure walked into view from behind him. Gwen Tennyson. Her eyes glowed cyan and magical aura radiated out of the palm of her hands. The two witches locked eyes and not only did Gwen's magic slowly fade as she knew that their enemy was defeated, but even Charmcaster's face softened. While Ben was oblivious to the subtle change in expression, Gwen noticed and tried to stop her cheeks from glowing red.

Charmcaster rose to her feet. ''Until next time.''

Before Ben or Gwen could react, Charmcaster tossed something to the ground and the area was suddenly engulfed in purple smoke. Gwen waved her hand, using her own magic to clear the area, but Charmcaster was nowhere to be seen.

''She got away again.'' Gwen grumbled.

''Yeah,'' Ben shrugged. ''But, we stopped her evil plans and gave her a butt-whooping, so it wasn't a complete loss.''

Gwen looked away and muttered under her breath. ''She might like butt-whooping.''

''Hmm, did you say something?'' Ben asked.

''Oh, nothing.'' Gwen waved her hand dismissively. She thanked her lucky charms that she had a cousin who was blind and deaf to everything that wasn't food. ''So, what's your plans now?''

''I have been thinking about heading over to Mister Smoothies…''

''You went there this morning!''

''Gwen, haven't you been telling me for years that it's important to have three square meals a day?''

Gwen sighed. ''Well, enjoy then.''

Ben stared at her curiously. ''You're not coming?''

''No, I've got something else to take care of. I'll catch up with you later.''

''Alright, I'll have to just order two for one.''

''Poor you.'' Gwen couldn't hold back a small laugh. Only Ben could get away with being such a doofus.

The cousins fist bumped and they said their goodbyes before heading separate ways. Gwen stealthily looked over her shoulders to check if Ben was watching her leave. He strolled out of sight without a care in the world, whistling a tune from a reboot of an old cartoon that he used to watch. Gwen rolled her eyes as she remembered how much he complained about the reboot initially before giving it a chance. Her smile dropped instantly when she noticed a blur of pink and white move past the corner of a nearby building. Once again, Gwen checked her surroundings to make sure she wasn't being watched or followed before chasing after the blur. She turned the corner, walking down an alleyway that seemed to twist and turn into another world. Wherever she was going, she was certain that no one would stumble upon.

''We're alone.'' Gwen called out as she stopped in her tracks.

From out of the shadows, Charmcaster approached her, rubbing the back of her neck and groaning. ''Could have gone a little easier on me, princess.''

Gwen folded her arms over her chest and grinned. ''Since when have you wanted me to go easy on you?''

''Oh, very funny.'' Charmcaster grimaced and then looked down the pathway Gwen came from. ''Is your pest of a cousin gone?''

''He's going to Mister Smoothie. So, I won't be seeing him for a while.''

''Does he want to live in that place?''

''Don't give him the idea.'' Gwen laughed, causing Charmcaster to giggle as well. She then walked forward until they were close enough their bodies could touch. Gwen ran her hand through Charmcaster's white and silver locks. ''I didn't actually hurt you, did I?''

Charmcaster stumbled over her words. The concerned tone in Gwen's voice made her stomach flip and her heart skip a beat. It took a moment before she was able to regain her composure and respond to Gwen's concern with a coy smile. '' _Now_ you're worried that you were rough with me.''

''Only because I wanted to be sure before I did this.'' Gwen then tightened her grip on Charmcaster's hair, tugging on it and making the older witch moan. As soon as Charmcaster's lips parted, Gwen leaned forward and crashed their lips together. The kiss was rough and passionate, just the way they both liked it, especially after a day of battling with each other.

For the past 2 years, this had been their routine. To everyone else, they were simply enemies who fought and tried to outdo each other. But, in secret, they had another side to their relationship. It took quite some time for Gwen to admit to herself that she had a crush on Charmcaster ever since the early days, but she never would have imagined that something would have come of it. However, that all changed one day after a particularly heated battle. It was just the two of them, and by the end of their brawl, they were exhausted and unable to conjure spells, thus resorting to grappling and wrestling on the floor. Neither one could agree on who initiated the first kiss, but it happened, and there was no going back. And from then on, the two would meet in secret to release their growing sexual tension.

It was only meant to be sex. Nothing more, and nothing less. They didn't call each other girlfriends. Yet, Charmcaster had shown more respect and dignity to Gwen than any of the young woman's previous girlfriends. The moment they learned that Gwen was intersex, they would grow more distant, much to Gwen's disappointment. Charmcaster was different. She didn't bat an eye at the fact Gwen had a penis. In fact, Gwen was certain that it was an added bonus for Charmcaster.

Gwen pushed Charmcaster forward, pining the older witch against the wall as she bit on her bottom lip and pulled back. Charmcaster moaned against Gwen's lips, her hands roamed up and down Gwen's back before resting on her ass. She pulled Gwen to her, grinding her body into hers, feeling a very large bulge rub against her thigh. She then felt Gwen's tongue slip between her lips and explore her mouth, tasting her and swirling around her tongue.

Gwen grabbed Charmcaster's wrists and held them above her head, holding her against the wall and not giving her an inch of space as she continued to kiss her lover hard. She rolled her hips, pressing herself against Charmcaster, dry humping her. Her cock hardened more and more with every passing second, teasing the older witch of what was about to come. Both figuratively and literally. When Gwen finally released her grip, it was so that she could quickly strip her clothes off. In a rush, the two of them tore their clothes off, trying to kiss whenever they could. When they were finally both nude, Gwen took some time to admire Charmcaster's body. Charmcaster licked her lips as her eyes travelled up and down Gwen's thick, 10 inch cock.

Gwen tilted her head down and started to suck on Charmcaster's breasts, biting on the nipple and pulling with her teeth.

''Oh yes! That's it!'' Charmcaster growled, pushing her chest forward so that her boobs were cushioned against Gwen's face.

After sucking on both nipples, Gwen grabbed Charmcaster and spun them around so that her own back was against the wall and Charmcaster was facing away from her. Gwen wrapped her arms around her, kissing the back of her neck while her hand travelled downwards between Charmcaster's legs. Charmcaster threw her head back, exposing more of her neck to Gwen as she felt her drag her tongue all over the soft skin. A gasp of pleasure escaped her as she felt Gwen's fingers tease her entrance. Her finger rubbed her clit, getting her pussy all wet and ready for her.

At the same time, Gwen pulled Charmcaster in closer and Charmcaster bucked her hips so that her ass was rubbing against Gwen's bulge. She was desperate to feel the hard shaft against her skin so she reached behind her and grabbed Gwen's cock. Gwen groaned and nibbled on Charmcaster's neck and then started to finger her lover in response. Her fingers easily slid in and out of her soaked pussy. She increased the speed of her finger's movements as Charmcaster began stroking Gwen's cock, rubbing it against her ass cheeks.

''You love it, don't you?'' Gwen growled. She took her fingers out of Charmcaster's pussy and brought them to her lips, sucking on them and getting a nice taste of her lover's juices. She thrust her hips, ploughing her cock between Charmcaster's ass cheeks, not entering her just yet. Her hands groped Charmcaster's breasts, playing with them and driving her lover nuts.

''Please, Gwen.'' Charmcaster moaned, grinding her ass back onto Gwen's cock. As much as she enjoyed the feeling of the huge shaft sliding between her ass cheeks, teasing her rear entrance, she needed to feel her inside. ''Please, fuck me! I need you.''

''Beg for me!'' Gwen purred into Charmcaster's ear, biting on her earlobe and licking down the side of her neck. She continued to pinch Charmcaster's nipples. She enjoyed the gasps from her lover as they grew harder with her pulling the hardened buds harder.

''Fuck me, fuck me, fuck me,'' Charmcaster pleaded, rubbing her glistening pussy against Gwen's cock. ''I can't wait anymore. I've been thinking about your big cock inside my pussy all day. Hurry up!''

Gwen smirked, enjoying the hurried demands Charmcaster threw her way between the desperate cries. Even if she begged, she still wanted some semblance of control. Gwen moved one of her hands down to grasp her cock and position it at Charmcaster's soaked pussy. With a slow and deliberate thrust, she pushed her cock all the way inside. Charmcaster gasped with pleasure and relief as she felt the huge girth stretch her pussy out and fill her completely. Gwen used her other hand to pull on her hair again, bringing her head back just enough for Gwen to lick and kiss the side of her mouth.

Soon enough, Gwen was thrusting her cock in and out of Charmcaster, fucking her harder and faster. She didn't know if Charmcaster had put a barrier around them to block out any sound because once she got into her rhythm, both of them were growling and grunting like wild animals. However, Gwen didn't care about that right now as she felt Charmcaster's warm pussy wrapped around her thick cock. The sensation intoxicating her and making her slam into her lover as hard as she could.

''Is that all you've got?'' Charmcaster taunted, sticking her tongue out to lick Gwen's. ''Don't tell me you're getting sloppy.''

Without a word, Gwen grabbed Charmcaster's hips and spun them around. Charmcaster placed her hands on the wall and stood on her tip-toes, sticking her ass high in the air as Gwen began to pound into her relentlessly from behind. Then came a hard slap, causing Charmcaster to gasp in shock, pain and pleasure. She looked over her shoulder just in time to see Gwen's hand come down and spank her ass again, leaving a red hand print behind.

''More! Harder!'' Charmcaster demanded, wiggling her ass for Gwen. Her body jolted with every hard slap she received.

Charmcaster backed her ass into Gwen, hoping for Gwen's cock to reach all the way inside of her. She could feel her lover's balls slap her pussy every time. After Gwen was done with the spanking, one of her hands cupped Charmcaster's neck and slowly started to choke her, not too hard, but hard enough to get a reaction out of the older witch. Charmcaster's eyes rolled into the back of her head and her harsh cries of approval rang warmly in Gwen's eyes as she fucked her harder and faster. Gwen licked her other hand and then reached between Charmcaster's legs and played with her pussy as she thrust her cock deeper inside.

Charmcaster could feel Gwen pushing her against the wall. She was trying to keep herself up, but Gwen seemed to be putting some mana of magic into the strength of her thrusts. She was getting fucked harder than ever before. Choked for longer than usual. And spanked with enough force to make her whole body shake. It appeared that Gwen wasn't taking Charmcaster's taunts lightly today.

''Did I touch a nerve?'' Charmcaster continued to tease, wanting more, even as Gwen's cock and fingers were turning her into a quivering mess. ''I should insult you more often if this is the reaction I get.''

Gwen slowed down her thrusts until she stopped with her cock buried completely inside of Charmcaster's pussy. ''You want a reaction? I'll give you one.''

Before Charmcaster could wonder what Gwen was planning, she whimpered in disappointment when the younger witch pulled out of her, leaving her feeling empty as her juices poured onto the ground. She then heard Gwen mumble an incantation under her breath and Charmcaster was then suddenly floating upwards off the ground. Her hands walked up the side of the wall as she kept levitating higher and higher before stopping a few feet in the air. Just when she realized that her ass was now in line with Gwen's face, she felt Gwen's tongue licking her pussy. She cried out in delight as Gwen dragged her tongue up and down, flicking over the clit.

''Oh fuck yes!'' Charmcaster moaned, resting her head against the wall as she let Gwen do whatever she wanted.

Looking down underneath her floating body, she could see that while Gwen was eating her out, she was using both hands to stroke her throbbing cock, stimulating herself as she tasted her lover. The sight and the feeling of Gwen lapping up her juices was bringing Charmcaster closer to an explosive release, and she had a feeling that Gwen was going to be close too. She decided to have some fun of her own and mumbled her own spell without Gwen noticing.

''What are you…'' Gwen cried out as Charmcaster suddenly lost the magic that kept her afloat and she crashed against Gwen. Luckily for them, Gwen was able to catch Charmcaster and keep her from falling.

''Got you!'' Charmcaster smirked, wrapping her arms around Gwen as her face came in direct contact with her lover's massive cock.

Gwen moaned as she realized that Charmcaster had tricked her into a standing 69. She moaned as Charmcaster's lips were sealed around the length of her cock and she began bobbing her head up and down the length, trying to take as much as she could in her mouth. Wanting to help her, Gwen thrust her hips, slamming her cock into Charmcaster's mouth and feeling the tip of length hit the back of her throat. Gwen muffled her moans by returning her attention to Charmcaster's pussy, sucking and licking on her lips. She kept her hold on Charmcaster as the two of them pleasured each other with their mouths, both ready to reach their orgasms.

Charmcaster felt Gwen's cock fill her mouth and even reach deep within her throat, causing her to gag a few times. She wanted to get the whole length in her mouth before Gwen came. She stroked her tongue along the length while it was in her mouth. She cupped Gwen's ass and tried to get her to fuck her throat harder and deeper. She could finally feel Gwen's balls against her face and she was content to keep Gwen in her mouth like this until she gushed her seed. Gwen was initially concerned about Charmcaster trying to hold her breath for so long, but Charmcaster held her in position and her legs started to shake as she felt Gwen's tongue thrust in and out of her pussy.

They both gasped as they climaxed together. Gwen tasted Charmcaster's juices, lapping her up like a hungry cat. At the same time, Charmcaster felt Gwen shoot huge loads of cum down her throat. It blanketed her mouth and had her gagging, but in the best possible way.

Once they were done, Gwen uttered another spell and with a flick of her wrist, spun Charmcaster until she was now sitting up right. Charmcaster locked her legs around Gwen's waist as Gwen hugged her close. Gwen's cock hardened again as Charmcaster grinded against her like pole dancer who was promised a lucrative tip for putting on a good show.

The two of them stared at each other, panting heavily before they came together for a passionate kiss. Their tongues explored each other's mouths, tasting each other against the other person's lips.

Gwen stopped the kiss, but not before Charmcaster nibbled on her bottom lip and pulled on it with her teeth. Gwen growled in approval. She could taste the sparks flying off of them. ''I want to cum inside of your pussy!''

Charmcaster hesitated at first, not because she didn't want it, on the contrary it's something she's longed for. If the two of them never had condoms on hand, then Gwen would have to finish in other places; in Charmcaster's mouth, on her faces, on her breasts, and on the rare occasion she felt like it, in Charmcaster's ass. Getting over the shock of Gwen's request, she nodded. ''I'm safe today. Go for it, princess!''

Gwen pinned Charmcaster against the wall again, holding her up by groping her ass cheeks as she pushed her cock against Charmcaster's pussy. The head of the cock rubbed up and down the entrance, feeling how wet she was, Gwen closed her eyes and moaned. With an almighty push, she thrust her cock inside of her lover. Charmcaster hugged Gwen tighter as she felt Gwen pull out, almost all the way, before slamming back inside of her hard. Charmcaster found it difficult to keep her legs locked around Gwen's body with how hard her thrusts were, but she held on, loving the feeling of Gwen fucking her without mercy. Their sweaty bodies slammed together over and over.

''Yes, yes, yes!'' Charmcaster screamed. She couldn't form a coherent sentence that wasn't more begging or profanity. The only thing that could silence her was Gwen swooping in for one more kiss.

This kiss was different before. Though it was strong, it wasn't rough or harsh like the others. It was full of passion as always, but sweet and it caught Charmcaster off guard. She enjoyed the kiss so much alongside Gwen's hard fucking that Charmcaster felt another climax coming before she even had time to let her lover know. She screamed against Gwen's lips as she squirted around Gwen's throbbing cock penetrating her, coating it completely. Her body jerked and quaked under the overwhelming pleasure, she nearly squirmed out of Gwen's hold, but Gwen wasn't ready to let go.

''Oh…Hope!'' Gwen grunted and pushed inside, cumming more than she did earlier despite being her second load. They held each other as Gwen fired thick white jets within Charmcaster.

They didn't let go for a long while. They simply held onto each other and enjoyed being connected in this way.

Charmcaster, or Hope for now, looked into Gwen's eyes. ''Damn, girl…what's the occasion?''

''Happy birthday.'' Gwen whispered, resting her forehead against Hope's.

Hope flinched at the words spoken and how softly Gwen said them. She couldn't stop herself from smiling. ''You remembered?''

''Of course,'' Gwen said, smiling brightly and making Hope's heart skip another beat.

Hope wouldn't say it out loud, but she was falling for Gwen Tennyson more and more each day.

**XXX**

**TADA! WHAT DID Y'ALL THINK? I HOPE THAT YOU ENJOYED IT. EVEN IN A STORY THAT'S SUPPOSED TO BE SUPERHERO X SUPERVILLAIN, I CAN'T HELP MYSELF AND MADE IT FLUFFY TOWARDS THE END.**

**IF YOU'RE NEW AROUND HERE, THANK YOU FOR GIVING THIS STORY A CHANCE. I AM WRITING LOTS MORE STORIES FOR DIFFERENT FANDOMS IF YOU WANT TO CHECK OUT MY PROFILE AND SEE IF ANYTHING ELSE CATCHES YOUR INTEREST. I ALSO HAVE A POLL ON MY FANFICDOTNET PROFILE THAT'S CURRENTLY ONGOING. HAVE A LOOK AT THAT IF YOU HAVE THE TIME. I'M AIMING TO KEEP WRITING FOR AS LONG AS I CAN AND GIVE YOU ALL PLENTY OF STORIES TO READ WHILE THE WORLD IS A MESS RIGHT NOW. SO STAY SAFE. TA-TA FOR NOW.**


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